Key Developments: Cermaq ASA (CRMQF.PK)
19.52USD
22 May 2013
$1.57 (+8.77%)
$17.95
$19.56
$19.56
$19.52
8,100
201
$19.56
$10.28
Latest Key Developments (Source: Significant Developments)
Cermaq ASA Announces FY 2012 Dividend Details; Updates on Acquisition of Copeinca ASA
Cermaq ASA announced that rights issue in order to finance the acquisition of Copeinca ASA proposed by the Board was supported by the majority of the shares represented at the General Meeting held on May 21, 2013, but did not get the required 2/3 majority. The proposal regarding authorizations to issue shares in a private placement for the same purpose was thus not voted on. The General Meeting approved to distribute a dividend of NOK 1.00 per share for the fiscal year 2012. The dividend will be treated as the repayment of paid-in capital. The dividend will be paid on May 28, 2013 to the Company's shareholders as per May 21, 2013, and the share will be listed exclusive of dividend from May 22, 2013 onwards. Full Article
Marine Harvest ASA Announces Willingness To Improve Offer Terms For Cermaq ASA
Marine Harvest ASA announced that subject to the Copeinca transaction being voted down in Annual General Meeting of Cermaq ASA, will launch an offer for all outstanding shares of Cermaq of minimum NOK105 per share (including the proposed NOK1 dividend). Marine Harvest further confirms that they could be prepared to improve both the price and composition of the offer in order to find an amicable solution acceptable to all parties. Such a decision is taken based on the positive development in the salmon market as well as the improvement in MHG share price. The main condition for the offer, however, remains; namely that the Annual General Meeting of Cermaq first turns down the Copeinca transaction. The offer will be conditional on Marine Harvest following completion of the offer owning at least 33.4% of all outstanding shares in Cermaq. Marine Harvest further assumes that the board of Cermaq does not take any active steps to destroy the value of Cermaq by entering into major transactions. Should the AGM vote approve the Copeinca transaction, the board of Marine Harvest will no longer have an interest in acquiring Cermaq. The Board has in case of such outcome given the management authorization to divest current 5.4% stake and will instead pursue other growth opportunities. Full Article
Copeinca ASA Recommends Shareholders to Accept Cermaq ASA's Offer
Copeinca ASA announced that Pareto Securities AS (Pareto) on behalf of the company released a statement informing that the Board of Directors of Copeinca unanimously recommends the offer by Cermaq ASA to acquire all shares in Copeinca, where shareholders in Copeinca will be offered NOK 59.70 per outstanding share excluding proposed dividend of NOK 3.56 (the offer price) from Cermaq. The Oslo Stock Exchange (OSE), in its capacity as takeover supervisory authority, has decided that the statement related to the offer pursuant to section 6- 16 (cf. 6-19) of the Norwegian Securities Trading Act shall be provided by an independent competent advisor on behalf of Copeinca. The company has appointed Pareto to give the statement. Based on the information available, Pareto stated that it is of the opinion that the offer price reflects the current underlying values in the company and there of a fair value to the shareholders. Full Article
Marine Harvest ASA to Change Conditions for Voluntary Offer for Cermaq ASA
Marine Harvest ASA announced that the company will remove the previously announced condition that the company's bid for Cermaq will require acceptance for the sale of the government's shares. Instead, the company intends to implement a condition of acceptance from 33.4% of all shareholders. Marine Harvest sees it as unfortunate if the government's previously announced support of the Copeinca transaction should prevent other Cermaq shareholders from considering a bid for the Company. If the Annual General Meeting of Cermaq votes down the Copeinca transaction, the private shareholders will be able to consider, accept and have settled an offer from Marine Harvest, without reference to the actions of the Government. If the Annual General Meeting votes in favor of the Copeinca transaction, Marine Harvest will divest its shares in Cermaq and focus on its further organic development. Prior to the announcement April 30, 2013, Marine Harvest was informed that the Board of Cermaq, the Norwegian Government and the Norwegian State Pension Fund, had all entered into legal agreements committing them to support the Copeinca transaction. The Norwegian Parliament has in a resolution of May 14, 2013 approved the proposal of the government to vote in favor of the Copeinca transaction. This should be read in the context of the above; and is in line with the requests the government has made in order to be able to fulfill its prior obligations. Full Article
Norwegian Government Supports Cermaq ASA's Acquisition of Copeinca ASA and Rejects Potential Offer from Marine Harvest ASA
Cermaq ASA announced that in a statement to the Parliament on May 14, 2013, the Minister of Trade and industry Mr. Trond Giske, made it clear that the Government will vote in favor of the Copeinca ASA transactions to be addressed at Cermaq's Annual General Meeting May 21, 2013 and at the same time he also stated that the Government after a thorough evaluation has concluded that the potential offer from Marine Harvest ASA is too low and will not be accepted by the State. The Norwegian State owns 43.5% of the shares in Cermaq. Marine Harvest has announced a potential offer on the Cermaq shares and stated that such potential offer may be conditional of acceptance from two-third of the shareholders in Cermaq. This will not be possible without the support from the State. The Board of Cermaq is of the opinion that it would be unfortunate if Cermaq's shareholders were to miss out on a value creating transaction, based solely on a potential offer that has been deemed too low, and for which it anyway appear unlikely that can get sufficient support. The Board solicits the shareholders to support value creation and a forward looking strategic positioning of Cermaq, by supporting the Board's proposition on May 21, 2013. Full Article
Copeinca ASA Board Recommends Shareholders Not to Accept China Fishery Group's Offer Made through Grand Success Investment (Singapore) Private Limited; Sees Cermaq ASA's Offer as Better Alternative
Copeinca ASA announced that the Board of Directors has reviewed the offer document and the terms and conditions of the amended offer made by Grand Success Investment (Singapore) Private Limited (GSI), which is 100% indirectly owned by China Fishery Group Limited (CFGL), to acquire all issued and outstanding shares in Copeinca against a consideration of NOK 59.70 per share in cash, and duly considered all factors of significance when assessing whether the amended offer should be accepted by the shareholders of the company. Since the amended offer only matches the Cermaq ASA's offer, the acceptance period in the amended offer expires prior to the acceptance period in the Cermaq offer, and the amended offer still is subject to a non-waivable condition to acquire more than 50% of the shares in Copeinca (which, given that Cermaq controls over 50% of the shares in Copeinca, makes the Cermaq offer the only deliverable alternative), the Board of Directors is still of the view that the Cermaq offer represents a better alternative for the shareholders of Copeinca. On this basis, the Board of Directors has concluded not to recommend the shareholders of Copeinca to accept the offer made by GSI. Full Article
Cermaq ASA's Shares Jump 19% on Hostile Takeover Bid-Reuters
Reuters reported that shares of Cermaq ASA jumped 19% on May 2, 2013 after Marine Harvest made a conditional hostile bid for the Company. Cermaq rejected the offer, saying it undervalued the Company and its conditions were unacceptable. At 07:06 GMT, the shares traded at NOK 102 per share, just below Marine Harvest's conditional NOK 105 offer. Full Article
Cermaq ASA Comments on Offer from Marine Harvest ASA
Cermaq ASA announced that its Board of Directors has now reviewed the terms of Marine Harvest's potential conditional offer as set out in the recent public announcement. After careful consideration with the assistance of its advisors, the Board has concluded unanimously that the Marine Harvest potential conditional offer significantly undervalues Cermaq. In its evaluation, the Board has also taken into account that the consideration is partly in the form of shares in Marine Harvest. The Cermaq Board strongly urges shareholders to support the completion of the Copeinca transaction as planned. Recognizing that this, based on the conditions presented, may prevent the launch by Marine Harvest of its potential offer, the Board and management of Cermaq are committed to take such actions as would be required to deliver value to its shareholders which are consistent with the Board's evaluation as set out above. Full Article
Marine Harvest ASA to Offer NOK 105 Per Share in Cermaq
Marine Harvest ASA announced that the company has acquired 4,341,000 shares in Cermaq ASA (Cermaq), corresponding to 4.7% of the share capital in Cermaq. The Board of Directors of Marine Harvest has decided that Marine Harvest, if the Annual General Meeting (AGM) of Cermaq rejects the proposed equity issues that are necessary to acquire Copeinca ASA (Copeinca), will make a voluntary offer of NOK 105 per share for all outstanding shares of Cermaq. The offer price will be adjusted to NOK 104 per share if the proposed dividend of NOK 1.00 per share is resolved at the Cermaq AGM. The offer represents a premium of 22% to the last traded price for Cermaq, and a premium 33% above the volume weighted average share price (VWAP) over the last 12 months. The offer consideration will consist of a combination of 50% shares in Marine Harvest and 50% cash. Full Article
Cermaq ASA Announces Approval of Offer Document and Launch of Voluntary Offer for Shares of Copeinca ASA
Cermaq ASA announced that the Oslo Stock Exchange (Oslo Bors) has approved the offer document in connection with Cermaq's voluntary offer for the outstanding shares of Copeinca ASA, not already owned by Cermaq. The offer period will commence on April 29, 2013 and expires on May 28, 2013 at 16:30 hours CET (subject to extensions). Full Article
Cermaq opens door to $1.7 billion bid by Marine Harvest
OSLO - Norwegian fish farmer Cermaq has failed to win enough shareholder support to buy Peruvian fish feed maker Copeinca , opening the door to a $1.7 billion takeover of Cermaq by bigger rival Marine Harvest .
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